The Italian Con Artists

J. Worthington Foulfellow, also known as Honest John, and his assistant, Gideon, are both antagonists of the 1940 Disney film Pinocchio, who also play secondary roles in the Disney Vs Marvel Villains War and recently in Disney Villains War Part 3. They also play a major role in Disney Heroes Vs Villains Tournament and in Heroes Vs Villains Tournament.

Disney Villains War 


Not is much known for Foulfellow'a and Gideon's life. All was known is that they used to take children and sold them to biggest criminal minds. One of the children, who would later be a great voodoo sorcerer, was Doctor Facilier. When they met him, they decided to smoothtalk Facilier and have him sold to the circus of Stromboli, working as a puppetmaker, earning many money from that sale.

Later, with the money they earned, they spent them to the Lobster Inn. for drinking. It was then when the doctor arrived, after his previous failure in Stromboli's Puppet Shop, which it ended him back on the streets, in the tavern and angrily demanded that they would pay one day for tricking him. The fox didn't concerned his warnings, instead he responded with a cruel laugh that he must be careful for meeting strangers, because they may hurt him, he also told him that it was a bad idea to run into the streets of a big city on his own from an early age. And from that moment, Facilier left the Lobster promising them that they would pay for what they have done to him.

Rather than listening to the boy's advice, the duo still enjoyed their terrible crimes, until Doctor Facilier arrived again in the Lobster Inn., now powerfull and stronger than before, and used his magic powers to turn the animals mad. From that moment the fox and the cat didn't commited any crimes due to that they suffered from craziness. Fortunately the spell that Facilier had casted into them was limited and finally they were freed from their torture. However their master, the Coachman , who were working fom him so that they will win more money, was no more, after his fight with their previous victim, Doctor Facilier. Spending many days to the streets, staying away from the events of the first and the second war, Foulfrllow promised to Gideon that one day will be rich and vengenfull against their enemies, particulary to the voodoo sorcerer, Doctor Facilier. That was until the bullcat, named Pete found them wandering in the streets and seeing potential to them, he recruited them to his new army.

Disney Villains War 3

Welcoming More Allies

Honest John, along with Gideon, joined forces with Pete, and later with Abis Mal and Jafar, on Bald Mountain for the next upcoming war.


During one of the goofiest partys participating on Bald Mountain, where many villains had come to enjoy the celebrations, it was interrupted by the arrival of the 999 Happy Haunt Ghosts, performing a strrange musical song. Shocking first, Foulfellow and Gideon overcome their fears and smashed several skeletons with Gideon's hammer. However, one skeleton who survived their attack showed them his horyifying face, terrifying both the hound and the cat. It is uknown if they have survived their shock or died during the musical song of the ghosts.

Disney Vs Marvel Villains War

Hired by the Evil Queen

The Evil Queen, who has gained word on an upcoming gang war, hires Foulfellow and Gideon in a hooded disguise to make sure things go her way, which Foulfellow gleefully agrees to.

Vs Green Goblin II

During the Gang War, Foulfellow and Gideon, alongside Negaduck, where matched with Harry Osborn, who underwent the transformation into Green Goblin II, to avenge the death of his father, the original Green Goblin. A bomb manages to cause some damage in the lair as well as send Foulfellow flying a distance, however, Gideon makes use of a large mallet, shaking up Harry, but it's not enough to defeat him. Harry, however, is apparently killed when Mace Malon intervenes and shoots down his glider, causing it to explode.


In the epilogue to the same round, Foulfellow and Gideon arrive to give the good news of their victory in the Gang War to the Evil Queen. However, they have the misfortune of waling in on the Evil Queen experimenting in her lab, and in her hag form. Seeing them as no longer necessary to her causes, and as treachery against her own faction, she killed them both offscreen.

Disney Vs Anime Villains War

Disney Heroes Vs Villains

Heroes Vs Villains War

The Festival of Fools

Foulfellow and Gideon make theri introductionary appearance in the tournament, by perfoming in the Festival of Fools, held in Paris. They watch in glee, as the hero Quasimodo is tortured by Rameses and other villainous personalities.

A Faction and a Motive Revealed

After the end of the Festival, Foulfellow and Gideon return to the Lobster Inn., home of the sinister boss, the Coachman. During that night, Dr. Schechter, a scientist in the employ of Tyler, approach the group, with a request to kidnap children fro purposes unknown, in exchange of a large sum of money. The Coachman and his perfomers agree to his demands and set off to their own ways, on purpose to lure more children to the circus.

Capturing a Parallel Version of Pinocchio

Soon enough, the two villains spot Clara, accompanied by a parallel version of their original puppet boy, Pinocchio. At first, Gideo attempts to capture the children through force, even though Foulfellow stops him at all costs. Foulfellow, using his cunning, tries to persuade Pinocchio to attend the circus show, held by the Coachman. When Pinocchio's friend, Gee Willikers, convince him to stop listening from them, Foulfellow has Gideon to silence the small bug creature. The two con artists then takes the two children to the circus, promising them lies, regarding about the circus show. As it turns out, the Coachman lures the children into his trap and eventually locks them up.

Crossing the Limits of the Law

Later, Dr Schechter announches to the Coachman and his allies about his secret plan. The scientist has the children to create more serums of immortality for Tyler. Because of that cruel action, Foulfellow reveals his fears of detaching them, from outbreaking the law. The Coachman, however, informs them that they would not known, if the children are still locked in their cells.

The Battle at the Circus

In the later events, the Coahcman announches to the party, that they would begind a grand shown, starting by showing Sarousch's latest captive trophies: Rex and his gang of dinosaurs. When several other heroes interrupt the show, the Coachman orders his allies to stop them at any cost. Gideon then uses his hammer to toss Hans, while Foulfellow on the other hand takes a similiar hammer and bashes Tom in the head, knocking him unconscious. When many other heroes step in the fray, Foulfellow attempts to stop them, only to be knocked out by Julie's strenght. Upon witnessing Mommy Fortuna's cruel demise, Foulfellow and Gideon retreat from the circus, as faster they can, to avoid a similiar fate with Fortuna.

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